Item 3.01 Notice of Delisting of Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
On September 7, 2022, Mullen Automotive Inc. (the "Company") received a letter
from the Listing Qualifications Staff (the "Staff") of the Nasdaq Stock Market
LLC ("Nasdaq") indicating that the bid price of the Company's common stock, par
value $0.001 per share (the "Common Stock"), had closed below $1.00 per share
for 30 consecutive business days and, as a result, the Company is not in
compliance with Nasdaq Listing Rule 5550(a)(2), which sets forth the minimum bid
price requirement for continued listing on the Nasdaq Capital Market (the
"Minimum Bid Requirement"). Nasdaq's notice has no immediate effect on the
listing of the Company's ordinary shares on Nasdaq.
Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), the Company has 180 calendar
days, until March 6, 2023, to regain compliance with the Minimum Bid
Requirement. To regain compliance, the closing bid price of the Company's Common
Stock must be at least $1.00 per share for a minimum of ten consecutive business
days during this 180-day period, at which time the Staff will provide written
notification to the Company that it complies with the Minimum Bid Requirement,
unless the Staff exercises its discretion to extend this ten-day period pursuant
to Nasdaq Listing Rule 5810(c)(3)(G).
If the Company does not regain compliance with the bid price requirement by
March 6, 2023, the Company may be eligible for an additional 180-calendar day
compliance period so long as it satisfies the criteria for initial listing on
the Nasdaq Capital Market and the continued listing requirement for market value
of publicly held shares and the Company provides written notice to Nasdaq of its
intention to cure the deficiency during the second compliance period by
effecting a reverse stock split, if necessary. In the event the Company is not
eligible for the second grace period, the Nasdaq Staff will provide written
notice that the Common Stock is subject to delisting; however, the Company may
request a hearing before the Nasdaq Hearings Panel (the "Panel"), which request,
if timely made, would stay any further suspension or delisting action by the
Staff pending the conclusion of the hearing process and expiration of any
extension that may be granted by the Panel. There can be no assurance that, if
the Company does appeal the delisting determination by the Staff to the Panel,
that such appeal would be successful, or that the Company will be able to regain
compliance with the Minimum Bid Requirement or maintain compliance with the
other Nasdaq listing requirements. If the Common Stock ceases to be listed for
trading on the Nasdaq Capital Market, the Company would expect that the Common
Stock would be traded on one of the three tiered marketplaces of the OTC Markets
Group.
The Company intends to closely monitor the closing bid price of the Common Stock
and consider all available options to remedy the bid price deficiency to regain
compliance with the Minimum Bid Requirement.
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